The book's own figures, cell by cell

Type these back into the blank files and every figure the companion workbooks reproduce comes back.


The_Thalia_Transaction_Blank.xlsx

   The situation!C5                  Meridian III fund size (EUR m)                            850
   The situation!C6                  Vintage                                                   2016
   The situation!C7                  Year of life at the decision                              9
   The situation!C8                  Months of life remaining                                  14
   The situation!C9                  Extensions available                                      1
   The situation!C10                 Assets remaining                                          2
   The situation!C14                 EBITDA (EUR m)                                            12.7
   The situation!D14                 EBITDA (EUR m) [Today]                                    31
   The situation!E14                 EBITDA (EUR m) [Sponsor's three-year]                     45
   The situation!C15                 Entry multiple                                            11
   The situation!C17                 Enterprise value as the chapter prints it                 140
   The situation!D18                 Net debt (EUR m) [Today]                                  95
   The situation!D19                 Small acquisitions since entry [Today]                    4
   The situation!D20                 Years held — not stated in the cha [Today]                7
   The situation!C31                 Sell now                                                  13
   The situation!D31                 Sell now [Multiple high]                                  14
   The process!C5                    Parties approached                                        9
   The process!C6                    Parties that bid                                          4
   The process!C7                    Best offer, multiple of earnings                          13.2
   The process!C16                   Approached                                                10
   The process!C17                   Signed confidentiality agreements                         8
   The process!C18                   Accessed the data room                                    7
   The process!C19                   Submitted indications                                     5
   The process!C20                   Shortlisted                                               4
   The process!C21                   Withdrew during the second round                          1
   The process!C22                   Submitted final bids                                      3
   The process!C23                   Prior co-investors on the shortlist                       2
   The process!C24                   Given exclusivity ahead of the others?                    no
   The process!C31                   First round indications                                   13
   The process!D31                   First round indications [High multiple]                   15.1
   The process!C32                   Final bids                                                14.1
   The process!D32                   Final bids [High multiple]                                14.6
   The process!C33                   Middle final bid                                          14.4
   The process!C40                   Second-round period given (weeks)                         7
   The process!C44                   Preparation before launch (weeks)                         7
   The process!C45                   Election window given (days)                              35
   The process!C46                   Advisory committee asked for at least (days)              30
   The process!C49                   Sale process ends, best third-party bid (month)           -2
   The process!C50                   Price agreed after the final negotiation (month)          4
   Price and structure!C11           Agreed after a final negotiation                          14.5
   Price and structure!C15           Syndicate members joining the lead                        2
   Price and structure!C18           Range, low                                                13.6
   Price and structure!C19           Range, high                                               15
   Price and structure!C24           Commissioned before or after the price was agreed         before
   Price and structure!D29           Net debt (EUR m) [At closing]                             120
   Price and structure!C33           Disclosed prominently in the election materials?          yes
   Price and structure!C36           Management fee, years one to three                        0.0125
   Price and structure!C37           Management fee from year four                             0.01
   Price and structure!C38           Carried interest below a 1.5 times multiple               0.125
   Price and structure!C39           Carried interest above a 2.0 times multiple               0.2
   Price and structure!C40           Preferred return                                          0.08
   Price and structure!C41           Term (years)                                              4
   Price and structure!C42           Extensions available (number, one year each)              2
   Price and structure!C43           Consent required for a further continuation               0.75
   Price and structure!C44           Unfunded capacity for acquisitions (EUR m)                70
   Price and structure!C45           Rolling investors on the advisory committee               2
   Price and structure!C48           Rolling investors receive the incoming buyers' economics  yes
   Price and structure!C49           Carried interest between 1.5 and 2.0 times                0.167
   The election!C5                   The price and implied multiple                            provided
   The election!C6                   The prior sale process and its outcome                    provided
   The election!C7                   The full bid funnel                                       provided
   The election!C8                   The withdrawal and its stated reason                      provided
   The election!C9                   The complete vehicle terms                                provided
   The election!C10                  The sponsor's reinvestment, in cash                       provided
   The election!C11                  Management's new package and its cost                     provided
   The election!C12                  The leverage change                                       provided
   The election!C15                  Default for non-responders                                sell
   The election!C20                  Roll                                                      0.41
   The election!C21                  Sell                                                      0.54
   The election!C22                  Did not respond — cashed out under the default            0.05
   The election!C36                  Deferred or contingent element                            none — entirely cash at closing
   The election!C41                  Proportion reinvested, in cash                            0.7
   The election!C48                  Commitment (EUR m)                                        10
   The election!C53                  Meridian III's total equity cost in Thalia, as the chapt  136
   The election!C64                  Carried interest rate, whole fund                         0.2
   The election!C68                  Holdback: other remaining asset carried below cost (EUR   62.5
   What deserved scrutiny!C44        Months from month thirty to the end of the term           18
   What deserved scrutiny!C46        The chapter's figure                                      30
   What deserved scrutiny!C47        Acquisitions the thesis requires                          2
   What deserved scrutiny!C57        Months an acquisition needs before it is value to a buye  12

Pricing_and_the_Bid_Funnel_Blank.xlsx

   The worked comparison!C5          Current earnings (EUR m)                                  40
   The worked comparison!C6          Net debt (EUR m)                                          150
   The worked comparison!C7          Sponsor's carrying value of equity (EUR m)                430
   The worked comparison!C14         Bid one                                                   13.8
   The worked comparison!C15         Bid two                                                   14.2
   The worked comparison!C16         Bid three                                                 14.4
   The worked comparison!C23         Comparable range in the last twelve months, low           13
   The worked comparison!C24         Comparable range, high                                    15
   The worked comparison!C30         Best third-party bid when the asset was marketed a year   13.2
   The worked comparison!C38         Discovery                                                 12.9
   The worked comparison!D38         Discovery [First round high]                              15.4
   The worked comparison!E38         Discovery [Final low]                                     13.8
   The worked comparison!F38         Discovery [Final high]                                    14.4
   The worked comparison!C39         Signalled                                                 14.2
   The worked comparison!D39         Signalled [First round high]                              14.5
   The worked comparison!E39         Signalled [Final low]                                     14.2
   The worked comparison!F39         Signalled [Final high]                                    14.4
   Leverage held constant!D9         Net debt (EUR m) [With more leverage]                     200
   Leverage held constant!C23        Earnings (EUR m)                                          40
   Leverage held constant!D23        Earnings (EUR m) [Transaction B]                          40
   Leverage held constant!C24        Equity price (EUR m)                                      426
   Leverage held constant!D24        Equity price (EUR m) [Transaction B]                      376
   Leverage held constant!C25        Net debt (EUR m)                                          150
   Leverage held constant!D25        Net debt (EUR m) [Transaction B]                          200
   Deferred consideration!C5         Headline price (EUR m)                                    426
   Deferred consideration!C6         Cash at closing (EUR m)                                   340
   Deferred consideration!C7         Deferred amount (EUR m)                                   86
   Deferred consideration!C8         Years until payable                                       2
   Deferred consideration!C9         Discount rate for time and risk                           0.12
   Deferred consideration!C10        Probability of the condition being met                    0.7
   Deferred consideration!C11        Earnings condition (EUR m)                                48
   Rolling versus selling!C5         Earnings today (EUR m)                                    31
   Rolling versus selling!C6         Net debt at closing (EUR m)                               120
   Rolling versus selling!C7         Holding period of the new vehicle (years)                 4
   Rolling versus selling!C8         Earnings at exit (EUR m)                                  45
   Rolling versus selling!C9         Exit multiple                                             14
   Rolling versus selling!C10        Net debt at exit (EUR m)                                  100
   Rolling versus selling!C11        Carried interest in the new vehicle, simplified           0.125
   Rolling versus selling!C12        A rolling investor's required return                      0.15

Fees_and_the_Roll_Decision_Blank.xlsx

   The fee comparison!C5             Value at the transaction price (EUR m)                    5
   The fee comparison!C6             Expected life (years)                                     4
   The fee comparison!C7             Gross return on the asset                                 1.8
   The fee comparison!C8             Preferred return                                          0.08
   The fee comparison!C15            Management fee on invested capital                        0.02
   The fee comparison!C17            Carried interest rate                                     0.2
   The fee comparison!C25            Management fee, years one to three                        0.0125
   The fee comparison!C26            Management fee from year four                             0.01
   The fee comparison!C27            Years at the higher rate                                  3
   The fee comparison!C47            Same asset, same vehicle, same performance                yes
   The carry tiers!C5                Rate below a 1.5 times multiple                           0.125
   The carry tiers!C6                Rate between 1.5 and 2.0 times, as Chapter 12 prints it   0.167
   The carry tiers!C7                Rate above a 2.0 times multiple                           0.2
   The carry tiers!C8                Lower tier boundary                                       1.5
   The carry tiers!C9                Upper tier boundary                                       2
   The carry tiers!C35               The chapter prints a net of approximately (EUR m)         8.2
   The carry tiers!C36               and a net multiple of                                     1.64
   Two vehicles, ten years!C5        Original cost of the asset to the fund (EUR m)            2
   Two vehicles, ten years!C6        Years held in the original fund                           6
   Two vehicles, ten years!C7        Value at the transaction price (EUR m)                    5
   Two vehicles, ten years!C8        Years held in the continuation vehicle                    4
   Two vehicles, ten years!C9        Value at final exit (EUR m)                               9
   Two vehicles, ten years!C17       Management fee rate on invested capital                   0.02
   Two vehicles, ten years!C19       Carried interest rate                                     0.2
   Transaction costs!C5              Equity price (EUR m)                                      354.5
   Transaction costs!C6              Total transaction costs, as a share of the price          0.015
   Transaction costs!C14             Adviser's fee — the largest single item                   0.55
   Transaction costs!C15             Selling fund's counsel                                    0.09
   Transaction costs!C16             Sponsor's counsel                                         0.07
   Transaction costs!C17             Counsel to the advisory committee                         0.04
   Transaction costs!C18             Valuation or fairness opinion                             0.05
   Transaction costs!C19             Buyer diligence — commercial, financial, legal, tax       0
   Transaction costs!C20             Formation costs of the new vehicle                        0.12
   Transaction costs!C21             Financing costs — arrangement fees, lender counsel        0.08
   Transaction costs!C26             Rolling investors' share of the interests                 0.41
   The roll decision!C6              Commitment to the original fund (EUR m)                   25
   The roll decision!D6              Commitment to the original fund (E [Investor B — a fund-  6
   The roll decision!C7              Attributable share of the asset (EUR m)                   3.1
   The roll decision!D7              Attributable share of the asset (E [Investor B — a fund-  0.74
   The roll decision!C12             In-house capability to underwrite the company             yes
   The roll decision!D12             In-house capability to underwrite  [Investor B — a fund-  no
   The roll decision!C13             Budget to commission an underwrite                        yes
   The roll decision!D13             Budget to commission an underwrite                        no
   The roll decision!C14             Investment committee cadence (months)                     1
   The roll decision!D14             Investment committee cadence (months)                     3
   The roll decision!C15             Next committee falls inside the window?                   yes
   The roll decision!D15             Next committee falls inside the window?                   no
   The roll decision!D16             Remaining life of the investor's own vehicle (years)      3
   The roll decision!C17             Term of the new vehicle (years)                           4
   The roll decision!C18             Can the investor's own vehicle outlive the new one?       yes
   The roll decision!C22             Investor A rolls                                          0.5
   The roll decision!C26             Reported roll rate                                        0.4
   The roll decision!C28             Of those, the share that assessed and declined            0.5
   The roll decision!C35             The process was genuinely competitive                     1
   The roll decision!C36             Rolling investors' terms match those of the incoming buy  1
   The roll decision!C37             The sponsor is reinvesting substantially, in cash         1
   The roll decision!C38             You would be comfortable making a new investment at this  1
   The roll decision!C39             You can establish all of the above within the window      1

   Results: Thalia equity 354.5, syndicate 209.2, sellers 190.7 after carry, a EUR 10m commitment 4.2 before carry
   and 3.8 after; Chapter 7's deferred price 388.0; Chapter 12's scenarios 7.8 and 8.2 (middle carry band 16.67%).
